Details of issuance or disposal
Disposal of treasury shares by third-party allotment (disposal in connection with the performance-linked share-based compensation plan)
1,090,000 common shares (treasury shares)
¥1,985,435,000
0.47% of the total number of shares issued as of 31 March 2026 and 0.55% of the total number of voting rights
The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares by third-party allotment (disposal in connection with the performance-linked share-based compensation plan) |
| Number of shares to be issued or disposed of | 1,090,000 common shares (treasury shares) |
| Issue price and disposal price | ¥1,821.5 per share |
| Total issue value | ¥1,985,435,000 |
| Amount of funds to be raised | Additional trust funding: ¥1,647,000,000; estimated net proceeds: Not disclosed |
| Specific use of funds | Details Acquisition by the trust of the Company's shares for future share benefits under the plan / Amount Additional trust funding of ¥1,647,000,000 and ¥338,435,000 in cash belonging to the trust assets / Scheduled timing of expenditures 21 August 2026 |
| Payment date | 21 August 2026 |
| Intended allottee | 株式会社日本カストディ銀行 (Trust Account) |
| Intended allottee's holding policy | The trust will acquire the shares and use them to provide benefits to directors and other officers of the Company and its subsidiaries who satisfy the beneficiary requirements under the share benefit rules. |
| Dilution Rate | 0.47% of the total number of shares issued as of 31 March 2026 and 0.55% of the total number of voting rights |
| Total number of issued shares | 230,000,000 shares → Not disclosed(0%) |
| Basis for determining the amount to be paid | The closing price of the Company's shares on the Tokyo Stock Exchange on 5 August 2026, ¥1,821.5. No discount or premium applies. |
| Categories and Number of Persons Covered | Directors of the Company (excluding outside directors, directors serving as Audit and Supervisory Committee members, and non-residents of Japan), executive officers (excluding non-residents of Japan), and directors of the Company's subsidiaries (excluding outside directors and non-residents of Japan). The number of recipients and the number of shares allocated by category are Not disclosed |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intent were deemed unnecessary. The Audit and Supervisory Committee (5 members, 4 of whom are outside directors) also expressed the opinion that the process for determining that the disposal price does not constitute a favorable disposal price was reasonable and appropriate. |
| Impact on Business Performance | The impact on business performance is Not disclosed |
Items this document does not state (13)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.For the trust to acquire the shares expected to be required for future benefits in connection with the continuation of this plan. The number of shares to be disposed of corresponds to the total number of shares expected to be granted to directors and other officers of the Company and its subsidiaries over the 3-year business period.